Mechanics Bancorp

05/08/2026 | Press release | Distributed by Public on 05/08/2026 11:49

Quarterly Report for Quarter Ending March 31, 2026 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
You should read the following discussion and analysis of our financial condition and results of operations together with our unaudited consolidated financial statements and related notes appearing elsewhere in this Quarterly Report and in our Annual Report on Form 10-K for the year ended December 31, 2025 ("2025 Annual Report on Form 10-K") filed with the SEC. This Quarterly Report contains forward-looking statements that involve risks and uncertainties, including those described in the section entitled "Cautionary Note Regarding Forward-Looking Statements." There are a number of important risks and uncertainties that could cause our actual results to differ materially from those discussed in these forward-looking statements. We may not actually achieve the plans, intentions or expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in the forward-looking statements we make. Factors that could cause or contribute to such differences include, but are not limited to, those identified below and those discussed in our other disclosures and filings.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q, including information incorporated by reference herein, contains, and future oral and written statements of the Company and its management may contain, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, contained or incorporated by reference in this Quarterly Report, including statements regarding our plans, objectives, expectations, strategies, beliefs, or future performance or events, are forward-looking statements. Generally, forward-looking statements include the words "anticipate," "believe," "could," "estimate," "expect," "intend," "look," "may," "optimistic," "plan," "potential," "projection," "should," "will," and "would" and similar expressions (or the negative of these terms), although not all forward-looking statements contain these identifying words. Forward-looking statements involve known and unknown risks, uncertainties, assumptions, estimates, and other important factors that could cause actual results to differ materially from any results, performance or events expressed or implied by such forward-looking statements.
We caution readers that actual results may differ materially from those expressed in or implied by the Company's forward-looking statements. Factors that could affect the Company's future results from those expressed or implied in any forward-looking statements include, but are not limited to:
substantial non-recurring and integration costs, which may be greater than anticipated due to unexpected events;
failure to realize the anticipated benefits of the Merger;
our ability to effectively manage our expanded operations;
negative developments and events impacting the financial services industry;
the soundness of other financial institutions;
our ability to maintain sufficient liquidity, or an increase in the cost of liquidity;
unpredictable economic, market and business conditions;
interest rate risk, and fluctuations in interest rates;
inflationary pressures and rising prices;
adverse changes in real estate market values;
the impact of climate change, including indirectly through impacts on our customers;
the adequacy of our allowances for credit losses for loans and debt securities;
incurring losses in our loan portfolio despite strict adherence to our underwriting practices;
fluctuations in our mortgage origination business based upon seasonal and other factors;
our geographic concentration, which may magnify the adverse effects and consequences of any regional or local economic downturn;
the accuracy of independent appraisals to determine the value of the real estate that secures a substantial portion of our loans;
the ability of our small- to medium-sized borrowers to weather adverse business developments;
our ability to fully identify and mitigate exposure to the various risks that we face, including interest rate, credit, liquidity and market risk;
our ability to mitigate our exposure to interest rate risk;
negative publicity regarding us, or financial institutions in general;
environmental liability risk associated with our lending activities;
our ability to manage risks associated with new lines of business, products, product enhancements and services;
our ability to adapt our services to changes in the marketplace related to mortgage servicing or origination, technology or in changes in the requirements of governmental authorities and customers;
our ability to develop, implement and maintain an effective system of internal control over financial reporting;
the potential that we may identify material weaknesses in our internal control over financial reporting in the future, which may result in material misstatements of our financial statements;
the potential that we may write off goodwill and other intangible assets resulting from business combinations;
dependence on our management team;
exposure to fraudulent and negligent acts by our customers and the parties they do business with, as well as from employees, contractors and vendors;
legal claims and litigation, including potential securities law liabilities;
employee class action lawsuits or other legal proceedings;
our ability to raise additional capital, if needed;
competition from other financial institutions and financial service companies;
regulatory restrictions that may delay, impede or prohibit our ability to consider certain acquisitions and opportunities;
extensive supervision and regulation that could restrict our activities and impose financial requirements or limitations on the conduct of our business and limit our ability to generate income;
our ability to comply with stringent capital requirements;
the impact of federal and state regulators' examination of our business;
our ability to comply with the Bank Secrecy Act and other anti-money laundering statutes and regulations;
our reliance on dividends from Mechanics Bank;
our ability to raise debt or capital to pay off our debts upon maturity;
our level of indebtedness following the completion of the Merger;
increasing and continually evolving cybersecurity and other technological risks;
our ability to adapt to rapid technological change;
our ability to effectively implement new technological solutions or enhancements to existing systems or platforms;
our ability to manage risks and challenges relating to the development and use of artificial intelligence;
our dependence on our computer and communications systems;
our ability to effectively manage and aggregate data;
Ford Financial Funds and their controlled affiliates control approximately 77% of the voting power of Mechanics Bancorp, and have the ability to elect all of our directors and control most other matters submitted to our shareholders for approval;
we are a "controlled company" within the meaning of the rules of Nasdaq and, as a result, we qualify for, and rely on, exemptions from certain corporate governance standards;
future sales of shares by existing shareholders could cause our stock price to decline;
our reliance on certain entities affiliated with the Ford Financial Funds for services;
reduced disclosure requirements as a smaller reporting company; and
certain of our shareholders have registration rights, the exercise of which could adversely affect the trading price of our common stock.
A discussion of the factors, risks and uncertainties that could affect our financial results, business goals and operational and financial objectives is also contained in Item 1A "Risk Factors" included in our 2025 Annual Report on Form 10-K, filed with the SEC. We strongly recommend readers review those disclosures in conjunction with the discussions herein. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified, and should not be relied upon as a prediction of actual results or future events.
Forward-looking statements in this Quarterly Report are based on management's expectations at the time such statements are made and speak only as of the date made. We do not assume any obligation or undertake to update any forward-looking statements after the date of this Quarterly Report as a result of new information, future events or developments, except as required by federal securities or other applicable laws, although we may do so from time to time.
All future written and oral forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to above. New risks and uncertainties arise from time to time, and factors that we currently deem immaterial may become material, and it is impossible for us to predict these events or how they may affect us.
Overview
Mechanics Bancorp is a financial holding company and primarily operates through 121-year-old Mechanics Bank, a full-service community bank with 166 branches throughout California, Washington, Oregon and Hawaii. Following the strategic Merger of HomeStreet Bank with and into Mechanics Bank on September 2, 2025, with Mechanics Bank surviving the Merger as a wholly owned subsidiary of the Company, the assets, liabilities and operations of HomeStreet Bank became the assets, liabilities and operations of Mechanics Bank. Headquartered in Walnut Creek, California, Mechanics Bank provides a wide range of products and services in consumer and business banking, commercial lending, cash management services, private banking, and comprehensive wealth management and trust services.
General
The Company's management's discussion and analysis of results of operations and financial condition ("MD&A") is intended to assist the reader in understanding and assessing significant changes and trends related to the results of operations and financial condition of the Company. This discussion and analysis should be read in conjunction with the consolidated financial statements and accompanying footnotes in this Quarterly Report on Form 10-Q.
Recent Developments
Presentation of Results - HomeStreet Bank Merger
On September 2, 2025, we completed the Merger of HomeStreet Bank, the wholly-owned subsidiary of Mechanics Bancorp (formerly known as "HomeStreet, Inc.") with and into Mechanics Bank, with Mechanics Bank as the surviving bank. Mechanics Bank is the accounting acquirer ("legal acquiree"), HomeStreet Bank is the accounting acquiree and Mechanics Bancorp is the legal acquirer. In this Quarterly Report on Form 10-Q, our financial results for all periods ended prior to September 2, 2025 reflect Mechanics Bank's results on a standalone basis. In addition, our reported financial results reflect Mechanics Bank's financial results on a standalone basis until the closing of the Merger on September 2, 2025 and results of the combined company beginning September 2, 2025. The number of shares issued and outstanding, earnings per share, and all references to share quantities or metrics of Mechanics Bancorp have been retrospectively restated to reflect the equivalent number of shares issued in the Merger since the Merger was accounted for as a reverse acquisition. As the accounting acquirer, Mechanics Bank remeasured the identifiable assets acquired and liabilities assumed in the Merger as of September 2, 2025 at their acquisition date fair values. The estimates of fair value were recorded based on initial valuations at the Merger date. These estimates are considered preliminary as of March 31, 2026, are subject to change for up to one year after the Merger date, and any changes could be material.
Unless we state otherwise or the content otherwise requires, references in this Quarterly Report on Form 10-Q to "Mechanics," "we," "our," "us" or the "Company" refer collectively to Mechanics Bancorp, Mechanics Bank (the "Bank") and other direct and indirect subsidiaries of Mechanics Bancorp, following completion of the Merger. In some instances, we refer to Mechanics Bank prior to the effective time of the Merger as "legacy Mechanics Bank," HomeStreet Bank prior to the effective time of the Merger as "legacy HomeStreet Bank," and HomeStreet, Inc. prior to the effective time of the Merger as "legacy HomeStreet, Inc."
Asset Sale
As discussed in Note 17, "Subsequent Events-Asset Sale," on May 1, 2026, Mechanics Bank completed the previously announced sale of its DUS business line to Fifth Third.
Critical Accounting Estimates
The following discussion and analysis of financial condition and results of operations are based upon our consolidated financial statements and the notes thereto, which have been prepared in accordance with GAAP and accounting practices in the banking industry. Certain of those accounting policies are considered critical accounting policies because they require us to make estimates and assumptions regarding circumstances or trends that could materially affect the value of those assets, such as economic conditions or trends that could impact our ability to fully collect our loans or ultimately realize the carrying value of certain of our other assets. Those estimates and assumptions are made based on current information available to us regarding those economic conditions or trends or other circumstances. If changes were to occur in the events, trends or other circumstances on which our estimates or assumptions were based, these changes could have a material adverse effect on the carrying value of assets and liabilities and on our results of operations. As a result of the
Merger, the Company updated critical accounting estimates. Management believes the ACL policy and estimate, the valuation of single family MSRs and business combinations estimates are important to the portrayal of the Company's financial condition and results of operations and requires difficult, subjective, or complex judgments and, therefore, management considers them to be critical accounting estimates. There have been no material changes in the methodology of these estimates during the three months ended March 31, 2026.
Our critical accounting policies and estimates are described in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations included in our 2025 Annual Report on Form 10-K.
Summary Financial Data
Quarter Ended
(dollars in thousands, except per share amounts) March 31, 2026 December 31, 2025 March 31, 2025
Select income statement data:
Net interest income (1)
$ 179,045 $ 182,982 $ 128,454
Provision (reversal of provision) for credit losses on loans (1)
7,593 (1,908) (3,752)
Provision (reversal of provision) for credit losses on unfunded lending commitments 174 (1,316) 94
Noninterest income 21,020 78,521 14,981
Noninterest expense 130,427 129,510 85,638
Income before income tax expense (1)
61,871 135,217 61,455
Net income (1)
44,090 111,187 43,791
Basic earnings per share: (1)
Class A common stock $ 0.19 $ 0.48 $ 0.21
Class B common stock $ 1.91 $ 4.80 $ 2.07
Diluted earnings per share: (1)
Class A common stock $ 0.19 $ 0.48 $ 0.21
Class B common stock $ 1.91 $ 4.80 $ 2.07
Basic weighted-average shares outstanding:
Class A common stock 221,047,803 220,865,980 200,884,880
Class B common stock 1,114,448 1,114,448 1,114,448
Diluted weighted-average shares outstanding:
Class A common stock 221,203,293 221,095,493 200,944,300
Class B common stock 1,114,448 1,114,448 1,114,448
Select performance ratios: (1)
Return on average equity (2)
6.25 % 15.80 % 7.61 %
Return on average tangible equity (2),(3)
11.07 % 25.59 % 12.76 %
Return on average assets (2)
0.82 % 1.97 % 1.08 %
Efficiency ratio 65.2 % 49.5 % 59.7 %
Efficiency ratio (non-GAAP) (3)
61.6 % 46.7 % 57.8 %
Net interest margin (2)
3.61 % 3.50 % 3.45 %
(1)Prior period comparative disclosures for the fourth quarter of 2025 have been adjusted to reflect the impact of adoption of ASU 2025-08.
(2)Ratios are annualized.
(3)Return on average tangible equity, efficiency ratio (excluding the impact of intangibles amortization), tangible book value per share, and tangible common equity ratio are non-GAAP financial measures. For a reconciliation of these measures to the comparable GAAP financial measure or the computation of the measure, see "Non-GAAP Financial Measures and Reconciliations."
As of
(dollars in thousands, except per share amounts) March 31, 2026 December 31, 2025
Selected balance sheet data:
Loans held for sale $ 4,692 $ 5,967
Loans held for investment 13,852,209 14,176,936
Allowance for credit losses on loans (156,796) (153,319)
Investment securities 5,296,688 5,379,535
Total assets 21,388,955 22,351,475
Total deposits 18,242,769 19,024,997
Total long-term debt 128,815 192,014
Total shareholders' equity 2,791,392 2,862,375
Other data:
Book value per share $ 12.61 $ 12.93
Tangible book value per share (1)
$ 7.53 $ 7.81
Common equity ratio 13.05 % 12.81 %
Tangible common equity ratio (1)
8.57 % 8.48 %
Loans to deposits ratio 75.93 % 74.52 %
Full time equivalent employees 1,890 1,921
Credit quality:
Nonaccrual loans $ 44,379 $ 42,863
Nonperforming assets to total assets 0.25 % 0.23 %
ACL to total loans 1.13 % 1.08 %
ACL to nonaccrual loans
353.31 % 357.70 %
Nonaccrual loans to total loans 0.32 % 0.30 %
Nonperforming assets $ 53,135 $ 51,796
Regulatory capital ratios:
Mechanics Bancorp:
Tier 1 leverage capital 8.66 % 8.65 %
Common equity Tier 1 capital 13.92 % 14.09 %
Tier 1 risk-based capital 13.92 % 14.09 %
Total risk based capital 16.16 % 16.27 %
Mechanics Bank:
Tier 1 leverage capital 9.31 % 9.58 %
Common equity Tier 1 capital 14.96 % 15.59 %
Tier 1 risk-based capital 14.96 % 15.59 %
Total risk based capital 16.21 % 16.81 %
(1) Return on average tangible equity, efficiency ratio (excluding the impact of intangibles amortization), tangible book value per share, and tangible common equity ratio are non-GAAP financial measures. For a reconciliation of these measures to the comparable GAAP financial measure or the computation of the measure, see "Non-GAAP Financial Measures and Reconciliations."
Management's Overview of Financial Performance
First Quarter of 2026 Compared to the Fourth Quarter of 2025
General: Our net income and income before taxes were $44.1 million and $61.9 million, respectively, for the first quarter of 2026 as compared to net income and net income before taxes of $111.2 million and $135.2 million, respectively, for the fourth quarter of 2025. The $73.3 million decrease in income before taxes compared to fourth quarter of 2025 was primarily due to a decrease in noninterest income due to the preliminary bargain purchase gain of $55.1 million in the fourth quarter of 2025 from the Merger. The decrease in income before taxes was also due to an increase in provision for credit losses driven primarily by an increase in provision of $6.5 million related to economic uncertainty and the potential impact of higher energy prices stemming from the conflict in the Middle East.
Income Taxes: Our effective tax rate during the first quarter of 2026 was 28.7% as compared to 17.8% in the fourth quarter of 2025 and our federal statutory rate was 21.0%. The effective tax rate increased compared to the prior quarter as a result of a $1.7 million remeasurement of deferred tax assets. In addition, the bargain purchase gain from the Merger, which is an after-tax item, was $55.1 million in the fourth quarter of 2025 and was the primary reason for the low effective tax rate in the fourth quarter of 2025.
Net Interest Income: The following table sets forth, for the periods indicated, information regarding (i) the total dollar amount of interest income from interest-earning assets and the resultant average yields on those assets; (ii) the total dollar amount of interest expense and the average rate of interest on our interest-bearing liabilities; (iii) net interest income; (iv) net interest rate spread; and (v) net interest margin. The average yields and rates are based on annualized interest income or expense for the periods presented.
Quarter Ended
March 31, 2026 December 31, 2025
(dollars in thousands) Average
Balance
Interest
Average
Yield/Cost (1)
Average
Balance
Interest
Average
Yield/Cost (1)
Assets:
Interest-earning assets:
Cash and cash equivalents $ 549,799 $ 4,162 3.07 % $ 1,094,743 $ 10,262 3.72 %
Investment securities 5,425,705 53,074 3.97 % 5,090,812 49,529 3.86 %
Loans (2), (3)
14,002,665 181,190 5.25 % 14,412,244 194,108 5.34 %
FHLB stock and other investments 146,776 3,510 9.70 % 149,275 2,756 7.33 %
Total interest-earning assets (3)
20,124,945 241,936 4.88 % 20,747,074 256,655 4.91 %
Noninterest-earning assets 1,697,660 1,686,765
Total assets $ 21,822,605 $ 22,433,839
Liabilities and shareholders' equity:
Interest-bearing liabilities:
Interest-bearing deposits:
Demand deposits $ 1,804,524 $ 2,176 0.49 % $ 1,789,672 $ 2,815 0.62 %
Money market and savings 7,740,958 39,060 2.05 % 7,637,068 40,636 2.11 %
Certificates of deposit 2,472,421 17,087 2.80 % 3,089,704 25,516 3.28 %
Total 12,017,903 58,323 1.97 % 12,516,444 68,967 2.19 %
Borrowings:
Borrowings 24,667 228 3.75 % - - - %
Long-term debt 170,987 4,340 10.29 % 190,783 4,706 9.79 %
Total interest-bearing liabilities 12,213,557 62,891 2.09 % 12,707,227 73,673 2.30 %
Noninterest-bearing liabilities:
Demand deposits (4)
6,448,090 6,634,915
Other liabilities 300,464 299,387
Total liabilities 18,962,111 19,641,529
Shareholders' equity 2,860,494 2,792,310
Total liabilities and shareholders' equity $ 21,822,605 $ 22,433,839
Net interest income (3)
$ 179,045 $ 182,982
Net interest spread (3)
2.79 % 2.61 %
Net interest margin (3)
3.61 % 3.50 %
(1)Ratios are annualized.
(2)Includes loans held for sale.
(3)Prior period comparative disclosures for the fourth quarter of 2025 have been adjusted to reflect the impact of adoption of ASU 2025-08.
(4)Cost of deposits including noninterest-bearing deposits, was 1.28% and 1.43% for the quarter ended March 31, 2026 and December 31, 2025, respectively.
Net interest income in the first quarter of 2026 was $3.9 million lower than the fourth quarter of 2025 primarily as a result of a decrease in average interest earning assets of $622.1 million, partially offset by lower interest expense on certificates of deposit. Mechanics' net interest margin increased from 3.50% to 3.61% primarily due to lower cost of deposits from Federal Reserve rate cuts and runoff of higher cost certificates of deposit. In the first quarter of 2026, there was a 21 basis point reduction in the rates paid on interest-bearing liabilities, partially offset by a 3 basis point decrease on interest-earning asset yields. The decrease in rates paid on interest-bearing liabilities was primarily driven by the decrease in rates paid on
deposits after the Federal Reserve cut federal funds rates in 2025, and runoff of higher cost certificates of deposit. The slight decrease in earning asset yields was primarily driven by lower yields on loans, partially offset by higher yields on investment securities.
Provision for Credit Losses: The provision for credit losses in the first quarter of 2026, which consists of the provision for credit losses on loans and provision for unfunded commitments, was $7.8 million, compared to a reversal of provision of $3.2 million for the fourth quarter of 2025. Although net charge-offs were favorable and credit metrics remained strong, the provision in the first quarter of 2026 was driven primarily by an increase in provision of $6.5 million related to economic uncertainty and the potential impact of higher energy prices stemming from the conflict in the Middle East. The reversal of provision in the fourth quarter of 2025 was primarily due to lower loan balances due to repayments during the quarter.
Noninterest Income: The following table presents the components of noninterest income:
Quarter Ended
(in thousands) March 31, 2026 December 31, 2025
Noninterest income
Service charges on deposit accounts $ 6,043 $ 6,360
Trust fees and commissions 3,070 3,565
ATM network fee income 3,904 4,137
Loan servicing income 1,927 1,873
Net gain on sales and calls of investment securities 52 276
Income from bank-owned life insurance 1,165 1,699
Bargain purchase gain - 55,097
Other 4,859 5,514
Total noninterest income $ 21,020 $ 78,521
Loan servicing income, a component of noninterest income, consisted of the following:
Quarter Ended
(in thousands) March 31, 2026 December 31, 2025
Single family servicing income, net:
Servicing fees and other $ 2,898 $ 2,993
Changes in fair value of single family MSRs - other (1)
(1,442) (1,494)
Net 1,456 1,499
Risk management, single family MSRs:
Changes in fair value due to assumptions (2)
702 (221)
Net gain (loss) from economic hedging (3)
(886) 250
Subtotal (184) 29
Single family servicing income 1,272 1,528
Commercial loan servicing income:
Servicing fees and other 2,293 2,388
Amortization of capitalized MSRs (1,638) (2,043)
Subtotal 655 345
Total loan servicing income $ 1,927 $ 1,873
(1)Represents changes due to collection/realization of expected cash flows and curtailments.
(2)Principally reflects changes in model assumptions, including prepayment speed assumptions, which are primarily affected by changes in mortgage interest rates.
(3)Comprised of net gains on derivatives used as economic hedges of single family MSRs, and net gains on U.S. Treasury notes trading securities used for hedging purposes.
Noninterest income in the first quarter of 2026 decreased from the fourth quarter of 2025 primarily due to the preliminary bargain purchase gain from the Merger of $55.1 million in the fourth quarter of 2025.
Noninterest Expense: The following table presents the components of noninterest expense:
Quarter Ended
(in thousands) March 31, 2026 December 31, 2025
Noninterest expense
Salaries and employee benefits $ 68,550 $ 68,566
Occupancy 12,429 11,967
Equipment 9,615 9,826
Professional services 6,071 6,816
FDIC assessments and regulatory fees 2,990 1,851
Amortization of intangible assets 7,222 7,479
Data processing 3,873 4,876
Loan related 3,506 3,802
Marketing and advertising 907 1,123
Other real estate owned related 384 (221)
Acquisition and integration costs 4,794 3,507
Other 10,086 9,918
Total noninterest expense $ 130,427 $ 129,510
Noninterest expense increased $917 thousand in the first quarter of 2026 compared to the fourth quarter of 2025, primarily due to a slight increase in non-recurring acquisition and integration related costs from the Merger, which were $4.8 million in the first quarter of 2026 compared to $3.5 million in the fourth quarter of 2025.
First Quarter of 2026 Compared to the First Quarter of 2025
General: Our net income and income before taxes were $44.1 million and $61.9 million, respectively, for the first quarter of 2026 as compared to net income and net income before taxes of $43.8 million and $61.5 million, respectively, for the first quarter of 2025. The $416 thousand increase in income before taxes compared to the first quarter of 2025 was primarily due to an increase in net interest income and noninterest income from the Merger. The increases were partially offset by an increase in provision for credit losses and increases in noninterest expense from the Merger.
Income Taxes: Our effective tax rate for the first quarter of 2026 and 2025 was 28.7% and our federal statutory rate was 21.0%. The current quarter tax provision included a $1.7 million remeasurement of deferred tax assets.
Net Interest Income: The following table sets forth, for the periods indicated, information regarding (i) the total dollar amount of interest income from interest-earning assets and the resultant average yields on those assets; (ii) the total dollar amount of interest expense and the average rate of interest on our interest-bearing liabilities; (iii) net interest income; (iv) net interest rate spread; and (v) net interest margin. The average yields and rates are based on annualized interest income or expense for the periods presented.
Quarter Ended March 31,
2026 2025
(dollars in thousands) Average
Balance
Interest
Average
Yield/Cost (1)
Average
Balance
Interest
Average
Yield/Cost (1)
Assets:
Interest-earning assets:
Cash and cash equivalents $ 549,799 $ 4,162 3.07 % $ 734,534 $ 7,187 3.97 %
Investment securities 5,425,705 53,074 3.97 % 4,781,791 47,585 4.04 %
Loans (2)
14,002,665 181,190 5.25 % 9,491,710 117,792 5.03 %
FHLB stock and other investments 146,776 3,510 9.70 % 101,230 1,021 4.09 %
Total interest-earning assets 20,124,945 241,936 4.88 % 15,109,265 173,585 4.66 %
Noninterest-earning assets 1,697,660 1,300,110
Total assets $ 21,822,605 $ 16,409,375
Liabilities and shareholders' equity:
Interest-bearing liabilities:
Interest-bearing deposits:
Demand deposits $ 1,804,524 $ 2,176 0.49 % $ 1,403,053 $ 1,299 0.38 %
Money market and savings 7,740,958 39,060 2.05 % 6,051,918 38,140 2.56 %
Certificates of deposit 2,472,421 17,087 2.80 % 939,273 5,692 2.46 %
Total 12,017,903 58,323 1.97 % 8,394,244 45,131 2.18 %
Borrowings:
Borrowings 24,667 228 3.75 % - - - %
Long-term debt 170,987 4,340 10.29 % - - - %
Total interest-bearing liabilities 12,213,557 62,891 2.09 % 8,394,244 45,131 2.18 %
Noninterest-bearing liabilities:
Demand deposits (3)
6,448,090 5,442,140
Other liabilities 300,464 238,223
Total liabilities 18,962,111 14,074,607
Shareholders' equity 2,860,494 2,334,768
Total liabilities and shareholders' equity $ 21,822,605 $ 16,409,375
Net interest income
$ 179,045 $ 128,454
Net interest spread 2.79 % 2.48 %
Net interest margin 3.61 % 3.45 %
(1)Ratios are annualized.
(2)Includes loans held for sale.
(3)Cost of deposits including noninterest-bearing deposits, was 1.28% and 1.32% for the quarter ended March 31, 2026 and 2025, respectively.
Net interest income in the first quarter of 2026 increased $50.6 million as compared to the first quarter of 2025 due primarily to an increase in average interest-earning assets of $5.0 billion and an increase in net interest margin from 3.45% in the first quarter of 2025 to 3.61% in the first quarter of 2026, primarily as a result of the Merger. The increase in net interest margin is primarily due to a 9 basis point reduction in the rates paid on interest-bearing liabilities and a 22 basis point increase on interest-earning asset yields. The decrease in rates paid on interest-bearing liabilities was primarily driven by the decrease in rates paid on deposits after the Federal Reserve cut federal funds rates in 2025, partially offset by higher borrowing costs on debt assumed in the Merger. The increase in earning asset yields was primarily driven by loans acquired in the Merger, as well as higher yields on investment securities purchased in 2025.
Provision for Credit Losses: The provision for credit losses for loans and unfunded commitments was $7.8 million in the first quarter of 2026, compared to a $3.7 million reversal of provision in the first quarter of 2025. The increase in provision for the first quarter of 2026 was primarily driven by economic uncertainty and the potential impact of higher energy prices stemming from the conflict in the Middle East.
Noninterest Income: The following table presents the components of noninterest income:
Quarter Ended
(in thousands) March 31, 2026 March 31, 2025
Noninterest income
Service charges on deposit accounts $ 6,043 $ 5,494
Trust fees and commissions 3,070 3,119
ATM network fee income 3,904 2,888
Loan servicing income 1,927 177
Net gain on sales and calls of investment securities 52 -
Income from bank-owned life insurance 1,165 527
Other 4,859 2,776
Total noninterest income $ 21,020 $ 14,981
Loan servicing income, a component of noninterest income, consisted of the following:
Quarter Ended
(in thousands) March 31, 2026 March 31, 2025
Single family servicing income, net:
Servicing fees and other $ 2,898 $ 138
Changes in fair value of single family MSRs - other (1)
(1,442) -
Net 1,456 138
Risk management, single family MSRs:
Changes in fair value due to assumptions (2)
702 -
Net gain (loss) from economic hedging (3)
(886) -
Subtotal (184) -
Single family servicing income 1,272 138
Commercial loan servicing income:
Servicing fees and other 2,293 39
Amortization of capitalized MSRs (1,638) -
Subtotal 655 39
Total loan servicing income $ 1,927 $ 177
(1)Represents changes due to collection/realization of expected cash flows and curtailments.
(2)Principally reflects changes in model assumptions, including prepayment speed assumptions, which are primarily affected by changes in mortgage interest rates.
(3)Comprised of net gains on derivatives used as economic hedges of single family MSRs, and net gains on U.S. Treasury notes trading securities used for hedging purposes.
Noninterest income for the first quarter of 2026 increased from the first quarter of 2025 primarily due to higher loan servicing income and higher other noninterest income, both of which were driven by the Merger.
Noninterest Expense consisted of the following:
Quarter Ended
(in thousands) March 31, 2026 March 31, 2025
Noninterest expense
Salaries and employee benefits $ 68,550 $ 48,851
Occupancy 12,429 7,972
Equipment 9,615 5,869
Professional services 6,071 4,916
FDIC assessments and regulatory fees 2,990 2,213
Amortization of intangible assets 7,222 2,738
Data processing 3,873 1,350
Loan related 3,506 1,577
Marketing and advertising 907 584
Other real estate owned related 384 2,684
Acquisition and integration costs 4,794 350
Other 10,086 6,534
Total noninterest expense $ 130,427 $ 85,638
Noninterest expense increased $44.8 million for the first quarter of 2026 compared to the first quarter of 2025. The increase in noninterest expense was mainly driven by higher salaries and employee benefits expense, occupancy costs, amortization of intangibles and acquisition and integration related costs from the Merger.
Financial Condition March 31, 2026 compared to December 31, 2025
During the first quarter of 2026, total assets decreased $962.5 million, total liabilities decreased $891.5 million and shareholders' equity decreased $71.0 million.
Investment Securities
Trading securities totaled $49.5 million at March 31, 2026 and December 31, 2025. Securities available-for-sale decreased by $59.7 million during the first quarter of 2026 to $3.9 billion at March 31, 2026, primarily due to paydowns and declines in fair values. Securities held-to-maturity decreased by $23.1 million in the first quarter of 2026, due to paydowns, and totaled $1.3 billion at March 31, 2026.
Loans
Total loans at March 31, 2026 were $13.9 billion, a decrease of $324.7 million from $14.2 billion at December 31, 2025, due primarily to loan repayments during the quarter.
Deposits
Total deposits decreased by $782.2 million during the first quarter of 2026 to $18.2 billion at March 31, 2026, due primarily to maturities of certificates of deposits acquired in the Merger, as well as seasonal outflows in noninterest-bearing demand deposits.
Noninterest-bearing demand deposits totaled $6.5 billion and represented 36% of total deposits at March 31, 2026, compared to $6.7 billion, or 35% of total deposits, at December 31, 2025.
Insured deposits of $10.8 billion represented 59% of total deposits at March 31, 2026, compared to insured deposits of $12.2 billion, or 64% of total deposits at December 31, 2025.
Borrowings
Total borrowings were $128.8 million at March 31, 2026, compared to $192.0 million at December 31, 2025. The decrease in the first quarter of 2026 was due to the redemption of the $65.0 million Senior Notes on March 1, 2026.
Equity
During the first quarter of 2026, total shareholders' equity decreased by $71.0 million to $2.8 billion and tangible common equity (1) decreased by $63.8 million to $1.7 billion at March 31, 2026. The decrease in total shareholders' equity for the first quarter of 2026 primarily resulted from a net decrease in retained earnings in the first quarter of 2026 from net income, less dividends paid to common shareholders, and a decrease in accumulated other comprehensive income due to changes in fair value of securities available-for-sale.
At March 31, 2026, book value per common share decreased to $12.61, compared to $12.93 at December 31, 2025. At March 31, 2026, tangible book value per common share (1) decreased to $7.53, compared to $7.81 at December 31, 2025. The decrease in book value per common share and tangible book value per common share for the first quarter of 2026 primarily resulted from a net decrease in retained earnings in the first quarter of 2026 from net income, less dividends paid to common shareholders, and a decrease in accumulated other comprehensive income due to changes in fair value of securities available-for-sale.
(1) Tangible common equity and tangible book value per share are non-GAAP financial measures. For a reconciliation of these measures to the comparable GAAP financial measure or the computation of the measure, see "Non-GAAP Financial Measures and Reconciliations."
Debt Securities
Debt securities AFS and HTM are as follows:
March 31, 2026 December 31, 2025
(in thousands) Amortized Cost Fair Value Amortized Cost Fair Value
Securities available-for-sale
Obligations of states and political subdivisions $ 454,978 $ 459,869 $ 458,290 $ 471,159
Mortgage-backed securities - residential 2,818,727 2,807,719 2,871,733 2,884,289
Mortgage-backed securities - commercial 369,056 357,981 381,934 371,806
Collateralized loan obligations 230,500 229,708 188,500 188,316
Corporate bonds 52,028 51,135 51,828 49,915
U.S. Treasury securities 20,648 20,536 20,623 20,669
Agency debentures 6,816 6,757 7,243 7,231
Total securities available-for-sale 3,952,753 3,933,705 3,980,151 3,993,385
Securities held-to-maturity
Obligations of states and political subdivisions 12,967 13,359 12,902 13,441
Mortgage-backed securities - residential 989,514 857,370 1,012,716 877,722
Mortgage-backed securities - commercial 311,039 279,240 311,014 279,655
Total securities held-to-maturity 1,313,520 1,149,969 1,336,632 1,170,818
Total AFS and HTM debt securities $ 5,266,273 $ 5,083,674 $ 5,316,783 $ 5,164,203
In addition to AFS and HTM securities, the Company held $49.5 million of trading securities at March 31, 2026 and December 31, 2025, consisting of U.S. Treasury notes used as economic hedges of our single family mortgage servicing rights, which are carried at fair value and reported as trading securities on the consolidated balance sheets.
The fair value of available-for-sale securities and the amortized cost of held-to-maturity debt securities are shown by contractual maturities and weighted average yields in the following table:
March 31, 2026
One Year Or Less More than One to Five Years More than Five Years to Ten Years More than Ten Years Total
(dollars in thousands) Amount
Weighted Average
Yield (1)
Amount
Weighted Average
Yield (1)
Amount
Weighted Average
Yield (1)
Amount
Weighted Average
Yield (1)
Amount
Weighted Average
Yield (1)
Securities available-for-sale
Obligations of states and political subdivisions $ 342 2.49 % $ 44,871 3.81 % $ 125,131 3.77 % $ 289,525 4.35 % $ 459,869 4.13 %
Mortgage-backed securities - residential 376 1.92 % 12,295 2.13 % 23,170 2.29 % 2,771,878 4.94 % 2,807,719 4.91 %
Mortgage-backed securities - commercial 2,600 2.43 % 196,499 2.85 % 143,676 4.59 % 15,206 4.08 % 357,981 3.58 %
Collateralized loan obligations - - % - - % - - % 229,708 5.13 % 229,708 5.13 %
Corporate bonds - - % 4,302 25.39 % 46,833 4.48 % - - % 51,135 6.13 %
U.S. Treasury securities - - % 20,536 3.60 % - - % - - % 20,536 3.60 %
Agency debentures - - % 1,109 3.87 % 3,501 4.24 % 2,147 4.67 % 6,757 4.32 %
Total securities available-for-sale 3,318 2.38 % 279,612 3.32 % 342,311 4.07 % 3,308,464 4.95 % 3,933,705 4.71 %
Securities held-to-maturity
Obligations of states and political subdivisions 3,500 0.73 % 3,106 4.09 % 4,708 4.34 % 1,653 7.88 % 12,967 3.76 %
Mortgage-backed securities - residential - - % 53 2.49 % - - % 989,461 1.78 % 989,514 1.78 %
Mortgage-backed securities - commercial - - % 179,638 1.75 % 131,401 1.84 % - - % 311,039 1.79 %
Total securities held-to-maturity 3,500 0.73 % 182,797 1.10 % 136,109 0.82 % 991,114 1.79 % 1,313,520 1.80 %
Total AFS and HTM debt securities $ 6,818 1.53 % $ 462,409 2.78 % $ 478,420 3.37 % $ 4,299,578 4.18 % $ 5,247,225 3.98 %
(1)Weighted-average yields are calculated based on the contractual coupon, including amortization of premiums and accretion of discounts, weighted by amortized cost.
Loans
The composition of our LHFI portfolio is as follows:
(in thousands) March 31, 2026 December 31, 2025
Commercial and industrial $ 460,081 $ 482,170
Commercial real estate
Multifamily 5,291,597 5,355,252
Non-owner occupied 1,711,611 1,740,277
Owner occupied 586,698 689,079
Construction and land development 399,546 493,992
Residential real estate 4,017,120 3,970,803
Auto 639,825 791,012
Other consumer 745,731 654,351
Total LHFI 13,852,209 14,176,936
ACL
(156,796) (153,319)
Total LHFI less ACL $ 13,695,413 $ 14,023,617
The following table shows the contractual maturity of our loan portfolio by loan type:
March 31, 2026
Loans due after one year
by rate characteristic
(in thousands) Within one year
Due after
one year through
five years
Due after
five through fifteen
years
Due after fifteen
years
Total
Fixed-
rate
Adjustable-
rate
Commercial and industrial $ 170,986 $ 153,679 $ 123,511 $ 11,905 $ 460,081 $ 206,359 $ 82,736
Commercial real estate
Multifamily 64,455 158,567 3,053,288 2,015,287 5,291,597 192,363 5,034,779
Non-owner occupied 437,044 634,081 640,486 - 1,711,611 849,211 425,356
Owner occupied 50,949 214,973 264,346 56,430 586,698 422,161 113,588
Construction and land 304,971 62,066 10,336 22,173 399,546 26,975 67,600
Residential real estate 7,539 24,542 186,473 3,798,566 4,017,120 2,019,452 1,990,129
Auto 57,405 582,393 27 - 639,825 582,420 -
Other consumer 702,531 12,606 17,442 13,152 745,731 41,548 1,652
Total LHFI
$ 1,795,880 $ 1,842,907 $ 4,295,909 $ 5,917,513 $ 13,852,209 $ 4,340,489 $ 7,715,840
The following table shows the activity in loan balances:
Quarter Ended
(in thousands) March 31, 2026 March 31, 2025
Loans - beginning of period $ 14,176,936 $ 9,643,497
Originations and advances 569,231 337,379
Purchases 3,478 29,230
Loans sold (7,600) -
Payoffs, paydowns and other (882,631) (581,865)
Charge-offs (7,205) (12,217)
Loans - end of period $ 13,852,209 $ 9,416,024
The following table shows loan originations and advances:
Quarter Ended
(in thousands) March 31, 2026 March 31, 2025
Commercial and industrial $ 101,424 $ 76,208
Commercial real estate
Multifamily 23,864 65,254
Non-owner occupied 4,194 2,328
Owner occupied 5,797 6,502
Construction and land development 72,389 25,687
Residential real estate 186,891 94,860
Other consumer 174,672 66,540
Total $ 569,231 $ 337,379
Credit Risk Management: Delinquent Loans, Nonperforming Assets and Provision for Credit Losses
Asset Quality Information and Ratios
(dollars in thousands) March 31, 2026 December 31, 2025
Delinquent loans held for investment:
30-89 days past due $ 43,556 $ 58,459
90+ days past due 33,447 34,686
Total delinquent loans $ 77,003 $ 93,145
Total delinquent loans to loans held for investment 0.56 % 0.66 %
Nonperforming assets:
Nonaccrual loans $ 44,379 $ 42,863
90+ days past due and accruing 4,098 3,943
Total nonperforming loans 48,477 46,806
Foreclosed assets 4,658 4,990
Total nonperforming assets $ 53,135 $ 51,796
Allowance for credit losses on loans $ 156,796 $ 153,319
Allowance for credit losses on loans to total loans held for investment 1.13 % 1.08 %
Allowance for credit losses on loans to nonaccrual loans 353.31 % 357.70 %
Nonaccrual loans to total loans held for investment 0.32 % 0.30 %
Nonperforming assets to total assets 0.25 % 0.23 %
At March 31, 2026, total delinquent loans were $77.0 million, compared to $93.1 million at December 31, 2025. The decrease was primarily due to improvement in auto loan portfolio delinquencies. Total delinquent loans as a percentage of total loans declined to 0.56% at March 31, 2026, as compared to 0.66% at December 31, 2025.
At March 31, 2026, nonperforming assets were $53.1 million, compared to $51.8 million at December 31, 2025. The slight increase was primarily due to a commercial real estate loan that was modified and was placed on nonaccrual status. Nonperforming assets as a percentage of total assets increased to 0.25% at March 31, 2026 as compared to 0.23% at December 31, 2025.
Delinquent, nonaccrual and current loans by loan type consisted of the following:
March 31, 2026
Past Due and Still Accruing
(dollars in thousands) 30-59
days
60-89
days
90 days or
more
Nonaccrual
Total past
due and nonaccrual
Current Total loans
Commercial and industrial $ 956 $ 52 $ - $ 11,698 $ 12,706 $ 447,375 $ 460,081
Commercial real estate
Multifamily - - - - - 5,291,597 5,291,597
Non-owner occupied - - - 17,024 17,024 1,694,587 1,711,611
Owner occupied - - - 722 722 585,976 586,698
Construction and land development - - - 3,225 3,225 396,321 399,546
Residential real estate 13,776 1,932 4,098 8,177 27,983 3,989,137 4,017,120
Auto 18,976 3,808 - 3,529 26,313 613,512 639,825
Other consumer 272 152 - 4 428 745,303 745,731
Total loans $ 33,980 $ 5,944 $ 4,098 $ 44,379 $ 88,401 $ 13,763,808 $ 13,852,209
% 0.25 % 0.04 % 0.03 % 0.32 % 0.64 % 99.36 % 100.00 %
December 31, 2025
Past Due and Still Accruing
(dollars in thousands) 30-59
days
60-89
days
90 days or
more
Nonaccrual
Total past
due and nonaccrual
Current Total loans
Commercial and industrial $ 3,276 $ 315 $ - $ 11,196 $ 14,787 $ 467,383 $ 482,170
Commercial real estate
Multifamily - - - 3,387 3,387 5,351,865 5,355,252
Non-owner occupied 50 - - 12,539 12,589 1,727,688 1,740,277
Owner occupied - 176 - 1,870 2,046 687,033 689,079
Construction and land development - - - 2,962 2,962 491,030 493,992
Residential real estate 13,293 4,558 3,943 6,765 28,559 3,942,244 3,970,803
Auto 25,895 6,547 - 4,143 36,585 754,427 791,012
Other consumer 289 149 - 1 439 653,912 654,351
Total loans $ 42,803 $ 11,745 $ 3,943 $ 42,863 $ 101,354 $ 14,075,582 $ 14,176,936
% 0.30 % 0.08 % 0.03 % 0.30 % 0.71 % 99.29 % 100.00 %
Management considers the current level of the allowance for credit losses on loans to be appropriate to cover estimated lifetime losses within our LHFI portfolio. For additional information on the Company's allowance for credit losses, refer to Note 4, "Loans and Credit Quality."
The following table presents the amount of allowance for credit losses on loans by product type, as well as the percentage of each respective portfolio's loan balance to total loans:
March 31, 2026 December 31, 2025
(dollars in thousands) Balance
Loan balance % to total loans
Balance
Loan balance % to total loans
Commercial and industrial $ 8,860 3.3 % $ 8,417 3.4 %
Commercial real estate 120,758 57.7 % 114,326 58.4 %
Residential real estate 13,621 29.0 % 13,294 28.0 %
Auto 11,446 4.6 % 15,003 5.6 %
Other consumer 2,111 5.4 % 2,279 4.6 %
Total ACL $ 156,796 100.0 % $ 153,319 100.0 %
As of March 31, 2026, the expected loss rates increased when compared to December 31, 2025 due to higher forecasted product risk metrics in certain geographically concentrated areas, partially offset by runoff of the auto, non-owner occupied commercial real estate, and construction and land development portfolios. During the quarter ended March 31, 2026, the qualitative factors primarily increased due to economic uncertainty and the potential impact of higher energy prices stemming from the conflict in the Middle East.
The following table presents net charge-offs for the loan portfolio for the dates indicated:
Quarter Ended
March 31, 2026 March 31, 2025
(dollars in thousands) Net loan charge-offs (recoveries) Average balance
Net loan charge-offs to average loans (1)
Net loan charge-offs (recoveries) Average balance
Net loan charge-offs to average loans (1)
Commercial and industrial $ (35) $ 471,421 (0.03) % $ 114 $ 375,603 0.12 %
Commercial real estate (111) 8,131,888 (0.01) % - 4,893,279 0.00 %
Residential real estate (353) 3,987,440 (0.04) % - 2,302,223 0.00 %
Auto 4,122 714,681 2.34 % 8,718 1,479,713 2.39 %
Other consumer 493 681,837 0.29 % 459 440,223 0.42 %
Total $ 4,116 $ 13,987,267 0.12 % $ 9,291 $ 9,491,041 0.40 %
(1) Ratios are annualized.
Deposits
Deposit balances and weighted average rates were as follows for the periods indicated:
March 31, 2026 December 31, 2025
(dollars in thousands) Amount Weighted Average Rate Amount Weighted Average Rate
Deposits by product:
Noninterest-bearing demand deposits $ 6,511,998 - % $ 6,744,082 - %
Interest-bearing:
Interest-bearing demand deposits 1,767,403 0.40 % 1,878,468 0.75 %
Savings 1,363,137 0.02 % 1,367,475 0.03 %
Money market 6,455,561 2.50 % 6,250,364 2.41 %
Certificates of deposit 2,144,670 2.44 % 2,784,608 3.01 %
Total interest-bearing deposits 11,730,771 1.89 % 12,280,915 2.00 %
Total deposits $ 18,242,769 1.21 % $ 19,024,997 1.29 %
Uninsured deposits $ 7,456,727 $ 6,825,674
The following table presents the schedule of maturities of certificates of deposit as of March 31, 2026:
(in thousands) Three Months or Less Over Three Months through Six Months Over Six Months through Twelve Months Over Twelve Months Total
Time deposits of $250 thousand or less $ 880,896 $ 517,591 $ 207,560 $ 44,150 $ 1,650,197
Time deposits greater than $250 thousand 236,914 144,960 105,497 7,102 494,473
Total $ 1,117,810 $ 662,551 $ 313,057 $ 51,252 $ 2,144,670
Liquidity and Sources of Funds
Liquidity risk management is primarily intended to ensure we are able to maintain sources of cash to adequately fund operations and meet our obligations, including demands from depositors, draws on lines of credit and paying any creditors, on a timely and cost-effective basis, in various market conditions. Our liquidity profile is influenced by changes in market conditions, the composition of the balance sheet and risk tolerance levels. Mechanics has established liquidity guidelines and operating plans that detail the sources and uses of cash and liquidity.
Mechanics' primary sources of liquidity include deposits, loan repayments and investment securities payments, both principal and interest, borrowings, and proceeds from the sale of loans and investment securities. Borrowings may include advances from the FHLB, borrowings from the Federal Reserve, federal funds purchased and borrowings from other financial institutions. While scheduled principal repayments on loans and investment securities are a relatively predictable source of funds, deposit inflows and outflows and prepayments of loans and investment securities are greatly influenced by interest rates, economic conditions and competition.
Mechanics' contractual cash flow obligations include the maturity of certificates of deposit, short-term and long-term borrowings, interest on certificates of deposit and borrowings, operating leases and fees for information technology-related services and professional services. Obligations for certificates of deposit are typically satisfied through excess cash reserve balances, the renewal of these instruments or the generation of new deposits. Interest payments and obligations related to leases and services are typically met by cash generated from our operations.
At March 31, 2026, Mechanics had available borrowing capacity of $6.1 billion from the FHLB, $4.2 billion from the Federal Reserve and $5.1 billion under borrowing lines established with other financial institutions. We believe that our current unrestricted cash and cash equivalents, cash flows from operations and borrowing capacity will be sufficient to meet our liquidity needs for at least the next 12 months. We are currently not aware of any other trends or demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in our liquidity increasing or decreasing in any material way that will impact our liquidity needs during or beyond the next 12 months.
Cash Flows
For the first quarter of 2026, cash and cash equivalents decreased by $546.5 million compared to a decrease of $201.4 million during the first quarter of 2025. As a banking institution, Mechanics has extensive access to liquidity. Mechanics manages its cash positions to conservative minimum cash buffer levels and does not attempt to maximize the level of cash and cash equivalents. The following discussion highlights the major activities and transactions that affected our cash flows during these periods.
Cash flows from operating activities
Mechanics' operating assets and liabilities are used to support our lending activities, including the origination and sale of mortgage loans. For the first quarter of 2026, net cash of $11.4 million was provided by operating activities from ongoing bank operations, compared to $1.4 million used in operating activities in the first quarter of 2025.
Cash flows from investing activities
Mechanics' investing activities are primarily related to investment securities and LHFI. For the first quarter of 2026, net cash of $381.8 million was provided by investing activities primarily from AFS investment security maturities and calls, net loan originations and principal collections, partially offset by AFS investment security purchases. For the first quarter of 2025, net cash of $244.4 million was used by investing activities primarily from AFS investment security purchases, partially offset by net loan originations and principal collections.
Cash flows from financing activities
Mechanics' financing activities are primarily related to deposits, net proceeds or repayments from borrowings and equity transactions. For the first quarter of 2026, net cash of $939.7 million was used by financing activities, due to a decrease in deposits, repayment of Senior Notes and dividends paid. For the first quarter of 2025, net cash of $44.4 million was provided by financing activities due to an increase in deposits.
Off-Balance Sheet Arrangements
In the normal course of business, we are a party to financial instruments that carry off-balance sheet risk. These financial instruments (which include commitments to originate loans and commitments to purchase loans) include potential credit risk in excess of the amount recognized in the accompanying consolidated financial statements. These transactions are designed to (1) meet the financial needs of our customers, (2) manage our credit, market or liquidity risks, (3) diversify our funding sources and/or (4) optimize capital.
These commitments include the following:
(in thousands) March 31, 2026 December 31, 2025
Unused consumer portfolio lines $ 832,068 $ 835,480
Commercial portfolio lines (1)
1,410,402 1,355,452
Commitments to fund loans 36,222 11,830
Total $ 2,278,692 $ 2,202,762
Standby letters of credit $ 27,411 $ 17,257
(1)Within the commercial portfolio lines, undistributed construction loan proceeds, where the Company has an obligation to advance funds for construction progress payments were $308.4 million and $361.4 million at March 31, 2026 and December 31, 2025, respectively.
Capital Resources
The capital rules applicable to United States based bank holding companies and federally insured depository institutions require Mechanics Bancorp and Mechanics Bank to meet specific capital adequacy requirements that, for the most part, involve quantitative measures, primarily in terms of the ratios of their capital to their assets, liabilities, and certain off-balance sheet items, calculated under regulatory accounting practices. In addition, prompt corrective action regulations place a federally insured depository institution, such as Mechanics Bank, into one of five capital categories on the basis of its capital ratios: (i) well capitalized; (ii) adequately capitalized; (iii) undercapitalized; (iv) significantly undercapitalized; or (v) critically undercapitalized. A depository institution's primary federal regulatory agency may determine that, based on certain qualitative assessments, the depository institution should be assigned to a lower capital category than the one indicated by its capital ratios. At each successive lower capital category, a depository institution is subject to greater operating restrictions and increased regulatory supervision by its federal bank regulatory agency.
The following tables present the regulatory capital amounts and ratios (inclusive of the capital 2.5% conservation buffer, where applicable) for Mechanics Bancorp and Mechanics Bank as of the dates indicated:
At March 31, 2026
Actual For Minimum Capital
Adequacy Purposes (including Capital Conservation Buffer)
To Be Categorized As
"Well Capitalized"
(dollars in thousands) Amount Ratio Amount Ratio Amount Ratio
Mechanics Bancorp
Tier 1 leverage capital (to average assets) $ 1,800,026 8.66 % $ 831,621 4.0 % n/a n/a
Common equity Tier 1 capital (to risk-weighted assets) 1,800,026 13.92 % 905,344 7.0 % n/a n/a
Tier 1 risk-based capital (to risk-weighted assets) 1,800,026 13.92 % 1,099,347 8.5 % n/a n/a
Total risk-based capital (to risk-weighted assets) 2,090,540 16.16 % 1,358,016 10.5 % n/a n/a
Mechanics Bank
Tier 1 leverage capital (to average assets) $ 1,936,097 9.31 % $ 832,148 4.0 % $ 1,040,184 5.0 %
Common equity Tier 1 capital (to risk-weighted assets) 1,936,097 14.96 % 906,162 7.0 % 841,436 6.5 %
Tier 1 risk-based capital (to risk-weighted assets) 1,936,097 14.96 % 1,100,340 8.5 % 1,035,614 8.0 %
Total risk-based capital (to risk-weighted assets) 2,097,940 16.21 % 1,359,243 10.5 % 1,294,517 10.0 %
At December 31, 2025
Actual For Minimum Capital
Adequacy Purposes (including Capital Conservation Buffer)
To Be Categorized As
"Well Capitalized"
(dollars in thousands) Amount Ratio Amount Ratio Amount Ratio
Mechanics Bancorp
Tier 1 leverage capital (to average assets) $ 1,854,132 8.65 % $ 857,147 4.0 % n/a n/a
Common equity Tier 1 capital (to risk-weighted assets) 1,854,132 14.09 % 921,471 7.0 % n/a n/a
Tier 1 risk-based capital (to risk-weighted assets) 1,854,132 14.09 % 1,118,929 8.5 % n/a n/a
Total risk-based capital (to risk-weighted assets) 2,141,745 16.27 % 1,382,207 10.5 % n/a n/a
Mechanics Bank
Tier 1 leverage capital (to average assets) $ 2,054,349 9.58 % $ 857,560 4.0 % $ 1,071,950 5.0 %
Common equity Tier 1 capital (to risk-weighted assets) 2,054,349 15.59 % 922,177 7.0 % 856,307 6.5 %
Tier 1 risk-based capital (to risk-weighted assets) 2,054,349 15.59 % 1,119,786 8.5 % 1,053,917 8.0 %
Total risk-based capital (to risk-weighted assets) 2,214,783 16.81 % 1,383,266 10.5 % 1,317,396 10.0 %
As of the dates set forth in the above tables, Mechanics Bancorp exceeded the minimum required capital ratios applicable to it and Mechanics Bank's capital ratios exceeded the minimums necessary to qualify as a well-capitalized depository institution under the prompt corrective action regulations. In addition to the minimum capital ratios, Mechanics Bancorp and Mechanics Bank are required to maintain a capital conservation buffer consisting of additional Common Equity Tier 1 Capital of 2.5% in addition to the required minimum levels in order to avoid limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses. Mechanics maintained capital ratios necessary to satisfy the capital conservation buffer requirements as of the dates indicated. At March 31, 2026, the capital conservation buffers for Mechanics Bancorp and Mechanics Bank were 7.92% and 8.21%, respectively.
The Company paid cash dividends of $0.40 per share for Class A shareholders and $4.00 per share for Class B shareholders in the first quarter of 2026 and paid cash dividends of $0.21 per share for Class A shareholders and $2.10 per share for Class B shareholders in the fourth quarter of 2025. The Company did not pay cash dividends in the first three quarters of 2025. The amount and declaration of future cash dividends are subject to approval by our Board of Directors and certain statutory requirements and regulatory restrictions.
We had no material commitments for capital expenditures as of March 31, 2026.
Non-GAAP Financial Measures and Reconciliations
This document contains non-GAAP financial measures of our financial performance, including return on average tangible equity, efficiency ratio (excluding the impact of intangibles amortization), tangible book value per share and tangible common equity ratio. We believe that these non-GAAP financial measures provide useful information because they are used by management to evaluate our operating performance, without the impact of goodwill and other intangible assets. However, these financial measures are not intended to be considered in isolation of or as a substitute for, or superior to, financial information prepared and presented in accordance with GAAP and should be viewed in addition to, and not as an alternative to, its GAAP results. The non-GAAP financial measures Mechanics presents may differ from similarly captioned measures presented by other companies.
The following table presents the calculations of our non-GAAP financial measures.
(dollars in thousands, except per share amounts) Quarter Ended
Return on Average Equity and Return on Average Tangible Equity (1)
Ref. March 31, 2026 December 31, 2025 March 31, 2025
Net income (a) $ 44,090 $ 111,187 $ 43,791
Add: intangibles amortization, net of tax (2)
5,254 5,442 1,958
Net income, excluding the impact of intangible amortization, net of tax (b) $ 49,344 $ 116,629 $ 45,749
Average shareholders' equity (c) $ 2,860,494 $ 2,792,310 $ 2,334,768
Less: average goodwill and other intangible assets 1,052,479 984,105 880,812
Average tangible shareholders' equity (d) $ 1,808,015 $ 1,808,205 $ 1,453,956
Return on average equity (3)
(a) / (c) 6.25 % 15.80 % 7.61 %
Return on average tangible equity (non-GAAP) (3)
(b) / (d) 11.07 % 25.59 % 12.76 %
Quarter Ended
Efficiency Ratio (1)
Ref. March 31, 2026 December 31, 2025 March 31, 2025
Noninterest expense (e) $ 130,427 $ 129,510 $ 85,638
Less: intangibles amortization 7,222 7,479 2,738
Noninterest expense, excluding the impact of intangible amortization (f) $ 123,205 $ 122,031 $ 82,900
Net interest income (g) $ 179,045 $ 182,982 $ 128,454
Noninterest income (h) $ 21,020 $ 78,521 $ 14,981
Efficiency ratio (e) / (g+h) 65.2 % 49.5 % 59.7 %
Efficiency ratio (non-GAAP) (f) / (g+h) 61.6 % 46.7 % 57.8 %
(dollars in thousands, except per share amounts) As of
Book Value per Share and Tangible Book Value per Share Ref. March 31,
2026
December 31,
2025
Total shareholders' equity (i) $ 2,791,392 $ 2,862,375
Less: goodwill and other intangible assets 1,048,574 1,055,796
Total tangible shareholders' equity (j) $ 1,742,818 $ 1,806,579
Common shares outstanding - Class A and B (k) 221,400,590 221,305,009
Common shares outstanding - Class A 220,286,142 220,190,561
Common shares outstanding - Class B adjusted 11,144,480 11,144,480
Common shares outstanding at period end - adjusted (4)
(l) 231,430,622 231,335,041
Book value per share (i) / (k) $ 12.61 $ 12.93
Tangible book value per share (non-GAAP)
(j) / (l) $ 7.53 $ 7.81
As of
Common Equity Ratio and Tangible Common Equity Ratio Ref. March 31,
2026
December 31,
2025
Total shareholders' equity (m) $ 2,791,392 $ 2,862,375
Less: goodwill and other intangible assets 1,048,574 1,055,796
Total tangible shareholders' equity (n) $ 1,742,818 $ 1,806,579
Total assets (o) $ 21,388,955 $ 22,351,475
Less: goodwill and other intangible assets 1,048,574 1,055,796
Total tangible assets (p) $ 20,340,381 $ 21,295,679
Common equity ratio (m) / (o) 13.05 % 12.81 %
Tangible common equity ratio (non-GAAP)
(n) / (p) 8.57 % 8.48 %
(1)Prior period comparative disclosures for the fourth quarter of 2025 have been adjusted to reflect the impact of adoption of ASU 2025-08.
(2)Estimated statutory tax rate of 27.25%, 27.25% and 28.50% for the quarter ended March 31, 2026, December 31, 2025 and March 31, 2025, respectively.
(3)Ratios are annualized.
(4)Includes 11,144,480 Class A Shares issuable upon the conversion of 1,114,448 Class B Shares outstanding. Class B Shares also are treated as if such share had been converted into ten Class A Shares for purposes of calculating the economic rights of the Class B Shares, including upon liquidation of the Company or the declaration of dividends or distributions by the Company.
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